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Register of contract and arrangement u/s 189

19 February 2017

Dear Members,

Please clarify with regarding to register of contract and arrangement u/s 189 ;

A director of a company is director in another company & not holding any shares along with other directors. He disclosed his interest in MBP-1 u/s 184(1).

Company is giving loan to that another company.

As shareholdong of directors in another company is not exceed 2% or in requested query there is no shareholding, Whether such interest is not required to be metioned in register maintained u/s 189 in form MBP-4.

Thanks

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3 Replies

Jatin Bajaj (CS) (2928 Points)
Replied 20 February 2017

Yes, it is required to be mentioned. As per section 189(2) of the Companies Act 2013, Every Director or kmp within 30 days from the date of appointment or estinguishment as the case may be who disclosure to the company as per section 184(1), is required to make the enteries in register in Form MBP1 irrespective of the fact weather he holds the intrest in other entity or not but such a person should be a Director in the other Company.

1 Like

Rajendra Sewda (none) (89 Points)
Replied 21 February 2017

Thanks for replying,

I read this section

The provisions of section 184(2) state that every director of a company who is in any way, whether directly or indirectly, concerned or interested in a contract or arrangement or proposed contract or arrangement entered into or to be entered into—

(a) with a body corporate in which such director or such director in association with any other director, holds more than two per cent shareholding of that body corporate, or is a promoter, manager, Chief Executive Officer of that body corporate; or

(b) with a firm or other entity in which, such director is a partner, owner or member, as the case may be,

So I think lending company is not entering transaction with body corporate in which such director along with others hold more than 2% shareholing. Hnece such (Giving loan) is not covered in 184(2)

Rajendra Sewda (none) (89 Points)
Replied 21 February 2017

Originally posted by : Jatin Bajaj
	Yes, it is required to be mentioned. As per section 189(2) of the Companies Act 2013, Every Director or kmp within 30 days from the date of appointment or estinguishment as the case may be who disclosure to the company as per section 184(1), is required to make the enteries in register in Form MBP1 irrespective of the fact weather he holds the intrest in other entity or not but such a person should be a Director in the other Company.

Thanks for replying, I read this section The provisions of section 184(2) state that every director of a company who is in any way, whether directly or indirectly, concerned or interested in a contract or arrangement or proposed contract or arrangement entered into or to be entered into— (a) with a body corporate in which such director or such director in association with any other director, holds more than two per cent shareholding of that body corporate, or is a promoter, manager, Chief Executive Officer of that body corporate; or (b) with a firm or other entity in which, such director is a partner, owner or member, as the case may be, So I think lending company is not entering transaction with body corporate in which such director along with others hold more than 2% shareholing. Hnece such (Giving loan) is not covered in 184(2)

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